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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D
(Rule 13d-101)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(a) AND
AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a)
Marcum Natural Gas Services, Inc.
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(Name of Issuer)
Common Stock
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(Title of Class of Securities)
566323309
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(CUSIP NUMBER)
Kenneth B. Funsten
121 Outrigger Mall
Marina del Rey, CA 10992
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
- with copies to -
Michael G. Tannenbaum, Esq.
Newman Tannenbaum Helpern Syracuse & Hirschtritt
900 Third Avenue - 13th Floor
New York, New York 10022
(212) 508-6700
December 30, 1998
(Date of event which requires
filing of this statement)
CUSIP No. 566323309
If the filing person has previously filed a statement on Schedule 13G to report
the acquisition which is the subject of this Schedule 13D, and is filing this
schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g) check the following box
[ ]
Page 1 of 6 Pages
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| CUSIP NO.566323309 | 13D | Page 2 of 6 |
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1 NAME OF REPORTING PERSONS
IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Kenneth B. Funsten
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ]
(b) [ ]
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3 SEC USE ONLY
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4 SOURCE OF FUNDS
PN/00
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5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEM 2(d) OR 2(e) [ ]
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6 CITIZENSHIP OR PLACE OF ORGANIZATION
U.S.A.
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NUMBER OF | 7 | SOLE VOTING POWER
SHARES | | 467,112 Shares of Common Stock (See Item 5)
BENEFICIALLY | 8 | SHARED VOTING POWER
OWNED BY | | 0
EACH | 9 | SOLE DISPOSITIVE POWER
REPORTING | | 467,112 shares of Common Stock (See Item 5.)
PERSON WITH | 10 | SHARED DISPOSITIVE POWER
| | 0
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11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
467,112 shares of Common Stock (See Item 5.)
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12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES [ ]
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13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
12.94% of Common Stock (See Item 5)
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14 TYPE OF REPORTING PERSON
IN
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Page 2 of 6 Pages
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CUSIP No. 566323309 SCHEDULE 13D
Item 1. Security and Issuer.
Security Acquired: Common Stock
Issuer: Marcum Natural Gas Services, Inc. (the "Issuer")
1675 Broadway
121 Suite 2150
Denver, CO 80202
Item 2. Identity and Background.
(a) Kenneth B. Funsten
(b) 121 Outrigger Mall
Marina del Rey, California 90292
(c) President of Funsten Management Asset Management Company, 121 Outrigger
Mall, Marina del Rey, California 90292.
(d) During the past five (5) years, Mr. Funsten has not been convicted in a
criminal proceeding (excluding traffic violations or similar misdemeanors)
(e) During the past five (5) years, Mr. Funsten has not been a party to any
civil proceeding of a judicial or administrative body of competent jurisdiction
as a result of which he has been subject to any judgment, decree or final order
enjoining future violations of, or prohibiting or mandating activities subject
to federal or state securities laws or finding any violation with respect to
such laws.
(f) United States of America
Item 3. Source and Amount of Funds or Other Consideration.
As to shares and warrants of the Issuer which Mr. Funsten holds directly, he has
acquired such shares with his personal funds. As to the shares and warrants of
the Issuer which Mr. Funsten holds indirectly through investment vehicles, such
shares were acquired with the working capital of such investment vehicles. As to
shares of an employee of Funsten Asset Management Company whose shares Mr.
Funsten may be deemed to control, such shares were acquired with the employee's
personal funds. As to the aggregate of 48,737 common stock purchase warrants
(the "Warrants"), they were received by Mr. Funsten, FamCo Value Income
Partners, L.P. and FamCo Offshore, Ltd. when the Issuer distributed such
Warrants as a dividend to its shareholders on September 18, 1998.
Item 4 Purpose of Transaction
The purpose of the transactions reported by this Schedule 13D was and is
investment in the securities of the Issuer. Mr. Funsten may hold talks and
discussions with various parties, including, but not limited to, the Issuer's
management, its board of directors and other shareholders on a variety of
possible subjects, regarding ways to increase shareholder value. Mr. Funsten, as
President and Portfolio Manager of Funsten Asset Management Company intends to
pay close attention to developments at and pertaining to the Issuer, and,
subject to market conditions and other factors deemed relevant to him, Mr.
Funsten may purchase, directly or indirectly, additional shares of the Issuer's
stock or dispose of some or such shares in open-market purchases or privately
negotiated transactions. Furthermore, the Issuer may from time to time contact
large shareholders with a view towards discussing the acquisition of their
shares.
Page 3 of 6 Pages
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Mr. Funsten does not have any current plans or proposals which would result in
any of the following:
a. the acquisition by any person of additional securities of the
Issuer, or the disposition of securities of the Issuer;
b. an extraordinary corporate transaction, such as a merger,
reorganization or liquidation, involving the Issuer or any of its
subsidiaries;
c. a sale or transfer of a material amount of assets of the Issuer
or any of its subsidiaries;
d. any change in the present board of directors or management of the
Issuer, including any plans or proposals to change the number or
term of directors or to fill any vacancies on the board;
e. any material change in the present capitalization or dividend
policy of the Issuer;
f. any other material change in the Issuer's business or corporate
structure;
g. changes in the Issuer's charter, by-laws or instruments
corresponding thereto or other actions which may impede the
acquisition of control of the Issuer by any person;
h. causing a class of securities of the Issuer to be delisted from a
national securities exchange or to cease to be authorized to be
quoted in an interdealer quotation system of a registered
national securities association;
i. causing a class of securities of the Issuer to become eligible
for termination of registration pursuant to Section 12(g)(4) of
the Act; or
j. any action similar to any of those enumerated above.
Item 5. Interest in Securities of the Issuer.
(a) - (b) As a holder of sole voting and investment authority over the shares
owned by FamCo Value Income Partners, L.P. and FamCo Offshore, Ltd. and as a
holder of the Issuer's shares directly, Mr. Funsten may be deemed, for the
purposes of Rule 13d-3 under the Securities and Exchange Act of 1934, as
amended, to be the beneficial owner of all of the 376,175 shares owned by Mr.
Funsten, FamCo Value Income Partners, L.P., FamCo Offshore, Ltd. and a certain
employee of Funsten Asset Management Company which Mr. Funsten may be deemed to
control, representing in the aggregate approximately 12.94%(1) of the Issuer's
3,518,231 shares outstanding as of October 31, 1998 (based upon information
obtained from the Issuer's latest 10-QSB), and after giving effect to the
aggregate number of 90,937 Warrants owned by Famco Value Income Partners, L.P.,
FamCo Offshore, Ltd. and by Mr. Funsten directly. Mr. Funsten disclaims any
economic interest in the shares as to which Mr. Funsten has no direct or
indirect pecuniary interest. Mr. Funsten further disclaims the beneficial
ownership of the shares held by the certain employee of Funsten Asset Management
Company who Mr. Funsten may be deemed to control.
(c) The following presents a list of purchases (including acquisitions by way of
distributions) and sales of all shares by Mr. Funsten and FamCo Value Income
Partners, L.P.
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(1) The percentage was calculated by adding 376,175 shares to 90,937 Warrants
and by diving the sum by the sum of 3,518,231 shares (outstanding) and 90,937
(number of Warrants).
Page 4 of 6 Pages
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within the last 60 days, including the price per Share and the means by which
such purchase or sale was effected.
<TABLE>
<S> <C> <C> <C> <C>
Identity Date Amount of Securities Price/Share Type
Mr. Funsten 11/11/98 2,500 $2.5625 Open-market
purchase ("OPM")
Mr. Funsten 11/12/98 825 $2.3125 OPM
Mr. Funsten 12/30/98 75,300 $1.41 OPM
FamCo Value Partners, L.P. 12/30/98 93,500 $1.41 OPM
</TABLE>
On December 30, 1998, FamCo Value Income Partners, L.P. acquired the aggregate
amount of 23,375 Warrants in an open market transaction at $.20. On the same
day, Mr. Funsten purchased 18,825 Warrants for personal accounts in an open
market transaction at the same price.
(d) FamCo Value Partners, L.P. has the right to receive dividends from, or
proceeds from the sale of the Issuer's shares and its interest relates to more
than five percent of the Issuer's common stock.
(e) Not Applicable.
Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to
Securities of the Issuer
Not Applicable.
Item 7. Material to be Filed as Exhibits
Not Applicable.
Page 5 of 6 Pages
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Signatures
After reasonable inquiry and to the best of our knowledge and belief, the
undersigned certifies that the information set forth in this statement is true,
complete and correct.
Dated: January 11, 1999
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Signature
/s/ Kenneth B. Funsten
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Name/Title
Kenneth B. Funsten
Page 6 of 6 Pages
